Mergers & Acquisitions

Business Sales & Acquisitions: Comprehensive Legal Support for Buyers and Sellers

Navigating the sale or purchase of a business requires strategic planning, meticulous documentation, and experienced legal guidance. Our firm provides end-to-end support for business owners, entrepreneurs, and investors involved in mergers, acquisitions, and business transitions. Whether you are preparing to sell, evaluating a potential purchase, or negotiating key deal terms, we ensure your interests are protected at every stage.

Selling a Business

When selling a business, proper preparation can significantly increase valuation and reduce deal friction. We help business owners become “transaction-ready” and support them through the whole sales process.

Deliverables Include:

  • Pre-sale readiness audit and document clean-up to identify risks, close gaps, and prepare your company for buyer scrutiny.

  • Drafting or reviewing Letters of Intent (LOI) with clear deal terms and protections.

  • Negotiation strategy and deal structuring to position you for the strongest outcome.

  • Data room preparation and buyer Q&A support to streamline diligence and maintain deal momentum.

  • Drafting and negotiating the purchase agreement and all ancillary documents, ensuring your exit terms are clear, enforceable, and aligned with your goals.

Purchasing a Business

Buying a business requires careful evaluation of risk, value, and operational fit. We guide buyers through each step to ensure a secure and well-structured acquisition.

Deliverables Include:

  • Valuation and structure guidance to help buyers choose between an asset purchase or stock purchase.

  • LOI drafting and review that sets strong initial terms and protects your leverage.

  • Comprehensive legal due diligence covering financial, operational, compliance, HR, and IP considerations.

  • Drafting and negotiating purchase and transition agreements, including seller obligations, timelines, and post-closing support.

Letters of Intent (LOIs)

The LOI shapes the negotiation, protects both sides, and outlines the roadmap for closing. We ensure your LOI is detailed, enforceable where needed, and strategically drafted to minimize future disputes.

Deliverables Include:

  • Drafting binding or non-binding LOIs tailored to your negotiation approach.

  • Deal structure, pricing, closing conditions, and exclusivity terms crafted to support a smooth transaction.

  • Redline and negotiation support to refine the LOI before due diligence or drafting begins.

Due Diligence

Diligence is where risks, liabilities, and opportunities become clear. Our firm provides a thorough, organized diligence process that helps clients make informed decisions and avoid costly surprises.

Deliverables Include:

  • Comprehensive due diligence checklists covering legal, financial, HR, tax, and intellectual property issues.

  • Document review and a risk-assessment memo that highlights key issues and recommended protections.

  • Data room organization and coordination with buyers, sellers, and advisors.

  • Issue-spotting and mitigation strategies that reduce exposure and improve deal terms.

Purchase Agreements

The purchase agreement is the core of the transaction, outlining rights, responsibilities, and protections that last long after closing. We draft and negotiate agreements designed to secure the deal and safeguard your interests.

Deliverables Include:

  • Asset Purchase Agreements (APAs) and Stock Purchase Agreements (SPAs) tailored to your deal structure.

  • Representations, warranties, indemnification, and escrow provisions to protect against undisclosed risks.

  • Closing documents, schedules, and exhibits prepared with precision and clarity.

  • Post-closing obligations and transition services agreements to ensure operational continuity after the sale.